致：香港交易及結算所有限公司 公司名稱: 萬保剛集團有限公司 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年8月31日 狀態: 新提交 呈交日期: 2025年9月1日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 01213 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 2,000,000,000 | HKD | | 0.1 | HKD | | 200,000,000 | | 增加 / 減少 (-) | | | 0 | | | | HKD | | 0 | | 本月底結存 | | | 2,000,000,000 | HKD | | 0.1 | HKD | | 200,000,000 | II. 已發行 ...

Group 1 - A total of 85 stocks reached a 52-week high as of August 20, with notable performers including Xie Ruilin (00417) at 90.83%, Wanbao Gang Group (01213) at 47.76%, and Jin Zhi Zun Group (02882) at 45.21% [1] - The closing prices and highest prices for the top three stocks are as follows: Xie Ruilin at 1.390 and 2.290, Wanbao Gang Group at 0.455 and 0.495, and Jin Zhi Zun Group at 1.020 and 1.060 [1] - Other significant stocks that reached new highs include International Yongsheng Group (06663) at 41.41% and Hengdu Group (00725) at 41.18% [1] Group 2 - The report also lists stocks that reached new lows, with Shanghai Pioneer Holdings (01345) showing a decline of 11.47% and Hongyu Smart City Services (00265) down by 8.97% [3] - Other stocks with notable declines include Hometown Interactive (03798) at -5.56% and Fan Yuan International (02516) at -3.23% [3] - The lowest prices recorded for these stocks include Shanghai Pioneer at 1.590 and Hongyu Smart City at 0.710 [3]

香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈的內容概不負 責，對其準確性或完整性亦不發表任何聲明，並明確表示，概不對因本公佈全部 或任何部分內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 MOBICON GROUP LIMITED 萬保剛集團有限公司 * （於百慕達註冊成立之有限公司） （股份代號：1213） 於二零二五年八月十三日舉行之 股東週年大會點票結果 於二零二五年八月十三日舉行之本公司股東週年大會上，所有載於股東週年 大會通告提呈之決議案已獲股東正式通過。 茲 提 述 萬 保 剛 集 團 有 限 公 司（「本公司」）日 期 為 二 零 二 五 年 七 月 十 一 日 之 股 東 週 年 大 會（「股東週年大會」）通 告（「股東週年大會通告」）及 通 函（「通 函」）。除 本 公 佈 另 有 所指外，本公佈所用詞彙與通函所界定者具有相同涵義。 於二零二五年八月十三日舉行之股東週年大會上，所有載於股東週年大會通告提 呈之決議案均以按股數投票方式表決。 於二零二五年八月十三日，賦予其持有人權利出席股東週年大會，並於會上投票 贊成或反對決議案之已發行股份總數為200,000,000股， ...

截至月份: 2025年7月31日 狀態: 新提交 致：香港交易及結算所有限公司 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 公司名稱: 萬保剛集團有限公司 呈交日期: 2025年8月1日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 不適用 | | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 01213 | 說明 | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 2,000,000,000 | HKD | | 0.1 HKD | | 200,000,000 | | 增加 / 減少 (-) | | | 0 | | | HKD | | 0 | | 本月底結存 | | | 2,000,000,000 | HKD | | 0.1 HKD | | 200,000,000 | 本月底法定/註冊股本總額： HKD 200,000 ...

[Corporate Information](index=2&type=section&id=Corporate%20Information) This section provides essential company information including board members, committee structures, and key contact details - This section provides essential company information, including board members, committee structures, registered office, principal place of business, company secretary, auditors, share registrar, principal bankers, legal advisors, and website contact details[3](index=3&type=chunk)[4](index=4&type=chunk)[6](index=6&type=chunk) [Group Structure](index=5&type=section&id=Group%20Structure) This section visually presents the company's group structure, outlining equity relationships between the parent company and its subsidiaries across various regions - The company's group structure is presented in a diagram, clearly outlining the equity relationships between the parent company and its subsidiaries across various regions including Hong Kong, Mainland China, Taiwan, Singapore, Malaysia, South Africa, and Portugal[10](index=10&type=chunk)[11](index=11&type=chunk) [Financial Highlights](index=5&type=section&id=Financial%20Highlights) This section provides an overview of the Group's financial performance, including key indicators and segment breakdowns [Financial Highlights Summary](index=5&type=section&id=Financial%20Highlights_Summary) The Group faced significant operational challenges in FY2025, with total revenue decreasing by 15.6% to HKD 287 million, shifting to an operating loss of HKD 6.12 million, and net loss expanding to HKD 10.48 million Financial Highlights Summary | Key Financial Indicators | FY2025 | FY2024 | Change Percentage | | :--- | :--- | :--- | :--- | | **Operating Results** | | | | | Revenue | 287,322 HKD thousands | 340,579 HKD thousands | (15.6)% | | Gross Profit | 75,216 HKD thousands | 89,491 HKD thousands | (16.0)% | | Operating (Loss)/Profit | (6,122) HKD thousands | 10,264 HKD thousands | (160)% | | Net (Loss)/Profit | (10,480) HKD thousands | 1,751 HKD thousands | (699)% | | **Per Share Data** | | | | | Loss Per Share | (5.9) HK cents | (2.5) HK cents | 136% | | Total Dividend Per Share | 0.75 HK cents | 1.0 HK cents | (25)% | | **Financial Ratios** | | | | | Gross Profit Margin | 26.2% | 26.3% | (0.4)% | | Current Ratio | 2.1 Times | 2.2 Times | (4.5)% | | Inventory Turnover Days | 250 Days | 229 Days | 9.2% | - By business segment, FY2025 revenue primarily derived from the **trading of electronic and electrical components (67%)**, followed by **computer business (19%)** and **cosmetics and online retail business (14%)**[19](index=19&type=chunk)[25](index=25&type=chunk) - By geographical segment, FY2025 revenue primarily originated from **Hong Kong (43%)** and **South Africa (36%)**, with the Asia Pacific region (excluding Hong Kong) contributing **17%**[13](index=13&type=chunk)[25](index=25&type=chunk) [CEO's Statement](index=7&type=section&id=CEO%27s%20Statement) This section provides the Chief Executive Officer's review of the Group's financial performance, business operations, and future development strategies [Financial Results Review](index=8&type=section&id=CEO%27s%20Statement_Financial%20Results) During the review year, the Group's turnover decreased by 15.8% to approximately HKD 287 million, shifting to an operating loss of HKD 6.1 million, with loss attributable to shareholders expanding to HKD 11.8 million Financial Performance Summary | Indicator | FY2025 | FY2024 | | :--- | :--- | :--- | | Turnover | approx. HKD 287 million | approx. HKD 341 million | | Gross Profit | approx. HKD 75 million | approx. HKD 89 million | | Operating (Loss)/Profit | Loss approx. HKD 6.1 million | Profit approx. HKD 10.3 million | | Loss Attributable to Shareholders | approx. HKD 11.8 million | approx. HKD 4.9 million | | Loss Per Share | approx. HKD 0.059 | approx. HKD 0.025 | [Business Operations Review](index=9&type=section&id=CEO%27s%20Statement_Business%20Operations) The Group's three core business segments experienced revenue declines, while total operating expenses slightly increased and finance costs decreased Turnover Performance by Business Segment | Business Segment | FY2025 Turnover | FY2024 Turnover | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Electronic and Electrical Components Trading | approx. HKD 194 million | approx. HKD 223 million | -13% | | Computer Business | approx. HKD 54 million | approx. HKD 68 million | -20.6% | | Cosmetics and Online Retail | approx. HKD 39 million | approx. HKD 50 million | -22% | - The Group's total operating expenses increased by **2.4%** year-on-year to approximately **HKD 84 million**, primarily due to higher distribution and selling expenses and general and administrative expenses, while finance costs decreased by **28.2%** year-on-year to approximately **HKD 2.8 million**[30](index=30&type=chunk)[32](index=32&type=chunk) [Development Strategy and Outlook](index=10&type=section&id=CEO%27s%20Statement_Development%20Strategy%20and%20Outlook) The Group anticipates market improvement by late 2025, leveraging its global presence and focusing on South African business development, while adapting strategies for computer and online retail segments - The Group anticipates market improvement by late **2025**, leveraging its business presence in Hong Kong, Taiwan, Portugal, Malaysia, Singapore, Mainland China, and South Africa to mitigate risks[35](index=35&type=chunk)[38](index=38&type=chunk) - The South African headquarters will be key to strengthening the distribution network, shortening lead times, and optimizing inventory, with plans to expand third-party online sales channels[36](index=36&type=chunk)[38](index=38&type=chunk) - The cosmetics and online retail business (wishh!) faces intense competition and cross-border consumption challenges, with future focus on online retail and exploring new product lines, including Japanese pet supplies[40](index=40&type=chunk)[43](index=43&type=chunk) [Management Discussion and Analysis](index=11&type=section&id=Management%20Discussion%20and%20Analysis) This section provides a detailed review of the Group's business performance, liquidity, financial resources, and risk management strategies [Business Review](index=12&type=section&id=MD%26A_Business%20Review) This year, all three core business segments experienced revenue declines, with electronic and electrical components trading down 13% to HKD 194 million, computer business down 20% to HKD 54 million, and cosmetics and online retail down 22% to HKD 39 million Performance by Business Segment | Business Segment | % of Total Turnover | FY2025 Gross Profit Margin | FY2024 Gross Profit Margin | | :--- | :--- | :--- | :--- | | Electronic and Electrical Components Trading | 67% | 29.3% | 29.5% | | Computer Business | 19% | 20.2% | 19.8% | | Cosmetics and Online Retail | 14% | 19.1% | 20.8% | - The electronic and electrical components trading business saw revenue decrease by **13%** year-on-year to **HKD 194 million** due to persistent demand contraction from global market challenges[48](index=48&type=chunk)[51](index=51&type=chunk) - Total turnover of overseas subsidiaries decreased by **13.9%** to **HKD 124 million**, with the South African market declining by **12.6%** due to reduced demand for electrical components[52](index=52&type=chunk)[53](index=53&type=chunk)[57](index=57&type=chunk) [Liquidity and Financial Resources](index=14&type=section&id=MD%26A_Liquidity%20and%20Financial%20Resources) As of March 31, 2025, the Group held approximately HKD 26 million in cash, with net current assets of HKD 106 million and a current ratio of 2.1, indicating sufficient financial resources Liquidity Indicators (As of March 31, 2025) | Indicator | Amount/Ratio | Same Period 2024 | | :--- | :--- | :--- | | Cash and Bank Balances | approx. HKD 26 million | approx. HKD 24 million | | Net Current Assets | approx. HKD 106 million | approx. HKD 115 million | | Current Ratio | approx. 2.1 | approx. 2.2 | | Unutilized Bank Facilities | approx. HKD 63 million | approx. HKD 63 million | - Approximately **40%** of the Group's cash and bank balances are in **HKD**, **18%** in **USD**, and **20%** in **South African Rand**[60](index=60&type=chunk)[63](index=63&type=chunk) - The Group's short-term bank loans and trade financing are secured by company guarantees and properties located in Singapore, Portugal, and South Africa, with borrowing interest rates ranging from **3.08% to 12.7%**[62](index=62&type=chunk)[65](index=65&type=chunk) [Gearing Ratio and Risk Management](index=15&type=section&id=MD%26A_Gearing%20Ratio%20and%20Risk) As of March 31, 2025, the Group's net gearing ratio remained at approximately 25%, with net borrowings of HKD 40 million and total equity of HKD 159 million, and foreign exchange risk is considered minimal Net Gearing Ratio (As of March 31) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Net Borrowings | approx. HKD 40 million | approx. HKD 38 million | | Total Equity | approx. HKD 159 million | approx. HKD 167 million | | Net Gearing Ratio | approx. 25% | approx. 25% | - The Board considers the Group's foreign exchange risk minimal, as most transactions are denominated in **HKD**, **RMB**, and **USD**, with **HKD** pegged to **USD**[67](index=67&type=chunk)[71](index=71&type=chunk) [Employment and Investment Policy](index=16&type=section&id=MD%26A_Employment%20and%20Investment) As of March 31, 2025, the Group employed 355 full-time staff, with human resources policies based on performance and market conditions, and no significant investments or acquisitions were made - As of March 31, 2025, the Group had **355** full-time employees in Hong Kong and overseas[74](index=74&type=chunk)[76](index=76&type=chunk) - During the review year, the Group did not undertake any significant investments, major acquisitions, or disposals of subsidiaries and associates[75](index=75&type=chunk)[77](index=77&type=chunk) [Directors' and Senior Management's Profile](index=16&type=section&id=Directors%27%20and%20Senior%20Management%27s%20Profile) This section details the background, experience, and responsibilities of the company's executive directors, independent non-executive directors, and senior management - This section provides detailed profiles of the company's executive directors, independent non-executive directors, and senior management, including their backgrounds, experience, professional qualifications, and responsibilities within the Group, highlighting that several core management members are founders with over **40 years** of experience in the electronics industry[78](index=78&type=chunk)[84](index=84&type=chunk)[110](index=110&type=chunk) [Corporate Governance Report](index=24&type=section&id=Corporate%20Governance%20Report) This section outlines the Group's corporate governance framework, including practices, board committees, and risk management systems [Corporate Governance Practices](index=25&type=section&id=Corporate%20Governance%20Report_Practices) The company maintains high standards of corporate governance, complying with Listing Rules with one deviation regarding Chairman and Vice Chairman retirement, and the Board comprises seven directors, including three independent non-executive directors - The company complied with the Corporate Governance Code, with one deviation: the Chairman and Vice Chairman are not required to retire by rotation every three years, which the Board believes is in the overall interest of the company and its shareholders[125](index=125&type=chunk)[127](index=127&type=chunk) - The Board comprises **seven** directors, including **four** executive directors and **three** independent non-executive directors, meeting the Listing Rules' requirements for the number of independent non-executive directors[130](index=130&type=chunk)[134](index=134&type=chunk) [Board Committees](index=30&type=section&id=Corporate%20Governance%20Report_Committees) The company has established Remuneration, Nomination, and Audit Committees to assist the Board, overseeing executive compensation, director nominations, and the effectiveness of financial reporting and internal control systems - The Remuneration Committee adopted a management bonus scheme where the total bonus is linked to the Group's net profit: if net profit is between **HKD 3 million and HKD 5 million**, the bonus will not exceed **5%**; if net profit exceeds **HKD 5 million**, the bonus will not exceed **10%**[159](index=159&type=chunk)[160](index=160&type=chunk) - The Audit Committee held **four** meetings during the review year, reviewing annual and interim financial reports, internal audit findings, accounting principles, and the effectiveness of internal control systems[175](index=175&type=chunk)[176](index=176&type=chunk) [Risk Management and Internal Control](index=36&type=section&id=Corporate%20Governance%20Report_Risk%20Management%20and%20Internal%20Control) The Board is ultimately responsible for the Group's risk management and internal control systems, regularly reviewing their effectiveness, and has established a compliance officer and internal audit function to ensure adequacy - The Board is responsible for overseeing risk management and internal control systems, conducting annual effectiveness reviews, with these systems designed to identify, analyze, assess, and mitigate risks that may affect operational efficiency[189](index=189&type=chunk)[192](index=192&type=chunk) - The Group has established an internal audit function that reports its findings and recommendations for improvement to the Audit Committee, with annual reviews covering financial reporting, the internal audit function, and the qualifications and resources of relevant personnel[191](index=191&type=chunk)[194](index=194&type=chunk) [Environmental, Social and Governance Report](index=38&type=section&id=Environmental%2C%20Social%20and%20Governance%20Report) This section details the Group's commitment and performance in environmental protection, social responsibility, and corporate governance [Environmental Performance](index=41&type=section&id=ESG_Environmental%20Performance) The Group is committed to reducing environmental impact through "reduce, reuse, recycle" strategies, focusing on emissions reduction, energy conservation, waste recycling, and addressing climate change risks Key Emissions and Resource Consumption Data | Indicator | 2024/2025 | 2023/2024 | | :--- | :--- | :--- | | Total Greenhouse Gas Emissions (Scope 1, 2, 3) | 212 tonnes | 203 tonnes | | Total Energy Consumption | 418,000 kWh | 407,000 kWh | | Non-hazardous Waste (Waste Paper) | 1,400 kg | 1,600 kg (purchased volume) | | Waste Paper/Cardboard Recycled | 5,000 kg | 8,000 kg | - The Group has set a five-year plan, aiming to reduce greenhouse gas and exhaust gas emission intensity by **5%** and energy consumption by **5%**, using the current reporting period as the baseline year[235](index=235&type=chunk)[241](index=241&type=chunk) - To address climate change risks, the Group has adopted a work contingency plan for physical risks from extreme weather and continuously assesses and monitors climate-related policies to manage transition risks[248](index=248&type=chunk)[249](index=249&type=chunk)[251](index=251&type=chunk) [Social Performance](index=46&type=section&id=ESG_Social%20Performance) The Group values human capital, employing 355 full-time staff, prioritizing employee health, safety, and development, adhering to labor standards, managing supply chain risks, ensuring product responsibility, maintaining anti-corruption policies, and actively engaging in community investment Employee Profile (2024/2025) | Category | Sub-category | Percentage/Value | | :--- | :--- | :--- | | **Gender** | Male | 57% | | | Female | 43% | | **Age** | 41-50 years | 30% | | | 51 years or above | 29% | | **Region** | Asia | 41% | | | Africa | 56% | | **Turnover Rate** | Overall | 13.5% (calculated) | | | Male | 16% | | | Female | 8% | - The Group is committed to providing a healthy and safe working environment, with no work-related fatalities or injuries exceeding **3 days** reported in the past **three years**[260](index=260&type=chunk)[264](index=264&type=chunk) - The Group holds **ISO9001** certification and manages a total of **1,058** suppliers, assessing their environmental and social risks, with suppliers primarily located in **Asia (47%)** and **Africa (42%)**[273](index=273&type=chunk)[275](index=275&type=chunk)[280](index=280&type=chunk) - The Group actively fulfills its corporate social responsibility, having received the "Caring Company" logo from the Hong Kong Council of Social Service for **18 consecutive years**, and continues to employ hearing-impaired individuals[297](index=297&type=chunk) [Report of the Directors](index=61&type=section&id=Report%20of%20the%20Directors) This section provides the Directors' report on the Group's performance, dividend appropriations, major customers and suppliers, and connected transactions [Results and Appropriations](index=62&type=section&id=Report%20of%20the%20Directors_Results%20and%20Appropriations) For the review year, the Group's results are presented in the consolidated statement of profit or loss, with total dividends declared and paid amounting to 0.75 HK cents per share FY2025 Dividend Distribution | Dividend Type | Amount Per Share (HK cents) | Total Amount (HKD) | | :--- | :--- | :--- | | Interim Dividend (Paid) | 0.5 | 1,000,000 | | Proposed Final Dividend | 0.25 | 500,000 | | **Total for Full Year** | **0.75** | **1,500,000** | [Major Customers and Suppliers](index=69&type=section&id=Report%20of%20the%20Directors_Major%20Customers%20and%20Suppliers) During the review year, the Group maintained a diversified customer base and a relatively low reliance on suppliers, with top five customers and suppliers accounting for less than 10% and 29% of sales and purchases, respectively - The Group's sales to its top five customers accounted for less than **10%**, indicating low customer concentration[363](index=363&type=chunk)[368](index=368&type=chunk) - In terms of procurement, the largest supplier accounted for **10%** of total purchases, and the top five suppliers collectively accounted for **29%**[363](index=363&type=chunk)[368](index=368&type=chunk) [Connected Transactions](index=70&type=section&id=Report%20of%20the%20Directors_Connected%20Transactions) The Group entered into property lease agreements with M-Bar Limited, an associate owned by executive directors, which waived HKD 2.784 million in rent during the review year - The Group entered into lease agreements for several properties with M-Bar Limited, a company owned by the executive directors, with a total monthly rent of **HKD 0.232 million**[373](index=373&type=chunk)[374](index=374&type=chunk)[375](index=375&type=chunk) - During the review year (April 1, 2024 to March 31, 2025), M-Bar Limited agreed to waive all rent payable, totaling **HKD 2.784 million**[378](index=378&type=chunk)[383](index=383&type=chunk) [Independent Auditors' Report](index=71&type=section&id=Independent%20Auditors%27%20Report) This section presents the independent auditor's opinion on the Group's financial statements and highlights key audit matters [Audit Opinion](index=72&type=section&id=Auditors%27%20Report_Opinion) The auditor, Grant Thornton Hong Kong Limited, issued an unmodified opinion, confirming the consolidated financial statements truly and fairly reflect the Group's financial position and performance - The auditor issued an **unmodified opinion**, stating that the financial statements truly and fairly reflect the Group's financial position and operating results[390](index=390&type=chunk)[393](index=393&type=chunk) [Key Audit Matters](index=73&type=section&id=Auditors%27%20Report_Key%20Audit%20Matters) The key audit matter identified was "Revenue Recognition" due to the high volume of transactions across various locations, with audit procedures focusing on controls, sampling, and period-end testing - The key audit matter identified was **"Revenue Recognition,"** primarily due to the Group generating a high volume of revenue transactions across various locations[396](index=396&type=chunk)[397](index=397&type=chunk) - Audit procedures included evaluating internal controls over sales transactions, sampling sales invoices and delivery notes, and sending confirmation letters to customers[399](index=399&type=chunk) [Consolidated Financial Statements](index=77&type=section&id=Consolidated%20Financial%20Statements) This section presents the Group's consolidated financial statements, including the statement of profit or loss, financial position, and cash flows [Consolidated Statement of Profit or Loss](index=78&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss) In FY2025, the Group's revenue decreased by 15.6% to HKD 287 million, leading to an operating loss of HKD 6.12 million and an annual loss of HKD 10.48 million, with HKD 11.76 million attributable to equity holders Consolidated Statement of Profit or Loss Summary | Item | FY2025 (HKD thousands) | FY2024 (HKD thousands) | | :--- | :--- | :--- | | Revenue | 287,322 | 340,579 | | Gross Profit | 75,216 | 89,491 | | Operating (Loss)/Profit | (6,122) | 10,264 | | (Loss)/Profit Before Income Tax | (8,875) | 6,394 | | (Loss)/Profit for the Year | (10,480) | 1,751 | | (Loss)/Profit Attributable to Equity Holders of the Company | (11,764) | (4,891) | [Consolidated Statement of Financial Position](index=80&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2025, the Group's total assets decreased slightly to HKD 263 million, total liabilities remained stable at HKD 104 million, and total equity decreased to HKD 159 million due to the annual loss Consolidated Statement of Financial Position Summary | Item | March 31, 2025 (HKD thousands) | March 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | **Assets** | | | | Non-current Assets | 56,361 | 59,788 | | Current Assets | 206,766 | 214,095 | | **Total Assets** | **263,127** | **273,883** | | **Liabilities and Equity** | | | | Current Liabilities | 100,628 | 99,452 | | Non-current Liabilities | 3,359 | 7,783 | | **Total Liabilities** | **103,987** | **107,235** | | **Total Equity** | **159,140** | **166,648** | [Consolidated Statement of Cash Flows](index=84&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) In FY2025, net cash from operating activities significantly decreased to HKD 8.75 million, with net cash outflows from investing and financing activities, resulting in a net increase in cash and cash equivalents to HKD 25.94 million Consolidated Statement of Cash Flows Summary | Item | FY2025 (HKD thousands) | FY2024 (HKD thousands) | | :--- | :--- | :--- | | Net Cash Generated from Operating Activities | 8,748 | 21,954 | | Net Cash Used in Investing Activities | (1,657) | (632) | | Net Cash Used in Financing Activities | (5,103) | (27,318) | | **Net Increase/(Decrease) in Cash and Cash Equivalents** | **1,988** | **(5,996)** | | Cash and Cash Equivalents at Beginning of Year | 23,658 | 30,434 | | **Cash and Cash Equivalents at End of Year** | **25,935** | **23,658** | [Financial Summary](index=175&type=section&id=Financial%20Summary) This section provides a five-year overview of the Group's key financial performance and position indicators [Five-Year Financial Summary](index=176&type=section&id=Financial%20Summary_5-Year) Over the past five years, the Group's revenue has declined for three consecutive years to HKD 287 million in FY2025, resulting in the first annual loss of HKD 10.48 million, with total and net assets also contracting Five-Year Performance Summary (For the year ended March 31, HKD thousands) | Indicator | 2025 | 2024 | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 287,322 | 340,579 | 410,421 | 501,269 | 456,369 | | (Loss)/Profit for the Year | (10,480) | 1,751 | 5,269 | 21,140 | 18,589 | | Attributable to Equity Holders of the Company | (11,764) | (4,891) | (378) | 13,211 | 12,151 | Five-Year Assets and Liabilities Summary (As of March 31, HKD thousands) | Indicator | 2025 | 2024 | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | :--- | :--- | | Total Assets | 263,127 | 273,883 | 320,093 | 355,925 | 334,479 | | Net Assets | 159,140 | 166,648 | 172,674 | 188,169 | 172,875 |

[Financial Statements](index=1&type=section&id=Financial%20Statements) [Consolidated Statement of Profit or Loss](index=1&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss) For the year ended March 31, 2025, the Group's operating revenue decreased by 15.6% to HKD 287.32 million, resulting in a turn from profit to loss with a net loss of HKD 10.48 million and widened loss per share Summary of Consolidated Statement of Profit or Loss | Metric | 2025 (HKD thousands) | 2024 (HKD thousands) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue | 287,322 | 340,579 | -15.6% | | Gross Profit | 75,216 | 89,491 | -15.9% | | Operating (Loss)/Profit | (6,122) | 10,264 | Turned from Profit to Loss | | (Loss)/Profit for the Year | (10,480) | 1,751 | Turned from Profit to Loss | | (Loss)/Profit Attributable to Owners of the Company | (11,764) | (4,891) | Loss Widened by 140.5% | - Basic loss per share was **5.88 HK cents**, an increase from **2.45 HK cents** in the prior year[4](index=4&type=chunk) [Consolidated Statement of Comprehensive Income](index=3&type=section&id=Consolidated%20Statement%20of%20Comprehensive%20Income) For fiscal year 2025, total comprehensive expenses were HKD 7.309 million, primarily due to a loss for the year of HKD 10.48 million, partially offset by a currency translation gain of HKD 3.112 million, compared to total comprehensive expenses of HKD 4.026 million in the prior year Summary of Consolidated Comprehensive Income/Expenses | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | (Loss)/Profit for the Year | (10,480) | 1,751 | | Other Comprehensive Income/(Expenses) | 3,171 | (5,777) | | Total Comprehensive Expenses | (7,309) | (4,026) | [Consolidated Statement of Financial Position](index=4&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2025, the Group's total assets were HKD 263.127 million, a 3.9% decrease year-on-year, with net assets (total equity) at HKD 159.14 million, down 4.5% year-on-year, while net current assets remained stable at approximately HKD 106.138 million, indicating a relatively stable financial position Summary of Consolidated Statement of Financial Position | Metric | March 31, 2025 (HKD thousands) | March 31, 2024 (HKD thousands) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Total Assets | 263,127 | 273,883 | -3.9% | | Total Liabilities | 103,987 | 107,235 | -3.0% | | Net Assets | 159,140 | 166,648 | -4.5% | | Net Current Assets | 106,138 | 114,643 | -7.4% | [Dividends](index=13&type=section&id=Dividends) The Board proposed a final dividend of **0.25 HK cents** per ordinary share for the year ended March 31, 2025, a 50% decrease from **0.5 HK cents** in the prior year, bringing the total annual dividend to **0.75 HK cents** per share, a 25% year-on-year reduction Dividend Distribution | Dividend Type | 2025 (HK cents per share) | 2024 (HK cents per share) | | :--- | :--- | :--- | | Interim Dividend | 0.5 | 0.5 | | Proposed Final Dividend | 0.25 | 0.5 | | **Total for the Year** | **0.75** | **1.0** | [Operating and Financial Review](index=15&type=section&id=Operating%20and%20Financial%20Review) [Overall Financial Performance](index=15&type=section&id=Overall%20Financial%20Performance) During the review year, the Group's turnover decreased by 15.8% to HKD 287 million, gross profit margin slightly declined from 26.3% to 26.2%, resulting in a turn from profit to an operating loss of HKD 6.1 million and a widened loss attributable to owners of HKD 11.8 million, while total operating expenses slightly increased by 2.4% and finance costs significantly decreased by 28.2% FY2025 Performance Overview | Metric | Amount | Year-on-Year Change | | :--- | :--- | :--- | | Turnover | HKD 287 million | -15.8% | | Gross Profit | HKD 75 million | -15.7% | | Operating Loss | HKD 6.1 million | Turned from a Profit of HKD 10.3 million to Loss | | Loss Attributable to Owners | HKD 11.8 million | Loss Widened | | Loss Per Share | HKD 0.059 | Prior year was a loss of HKD 0.025 | - Total operating expenses were approximately **HKD 84 million**, an increase of approximately **2.4%** year-on-year[33](index=33&type=chunk) - Finance costs decreased by approximately **28.2%** to approximately **HKD 2.8 million**[34](index=34&type=chunk) [Segment Business Review](index=16&type=section&id=Segment%20Business%20Review) All three of the Group's core business segments experienced double-digit declines in turnover, with the trading of electronic and electrical components remaining the primary revenue source at 67% of total turnover but recording an operating loss, while the computer and cosmetics businesses also faced challenges of declining revenue and operating losses Revenue and Performance by Business Segment (For the year ended March 31, 2025) | Business Segment | Revenue (HKD thousands) | Revenue Contribution | Segment Result (HKD thousands) | | :--- | :--- | :--- | :--- | | Trading of Electronic and Electrical Components | 193,711 | 67% | (3,083) | | Computer Business | 54,109 | 19% | (1,713) | | Cosmetics and Online Retail | 39,502 | 14% | (1,321) | [Trading of Electronic and Electrical Components Business](index=16&type=section&id=Trading%20of%20Electronic%20and%20Electrical%20Components%20Business) As the Group's primary revenue source, this business saw a 13% revenue decrease to HKD 194 million, mainly due to shrinking demand from global market challenges, with overseas subsidiaries' total turnover declining by 13.9%, including a 12.6% drop in the South African market due to reduced demand for electrical components - Due to global market challenges, demand for electronic component trading business continued to shrink, leading to a revenue decrease of approximately **13%** to **HKD 194 million** compared to the prior year[36](index=36&type=chunk) - Total turnover of overseas subsidiaries decreased by approximately **13.9%**, with the South African subsidiary's turnover declining by approximately **12.6%** due to reduced demand for electrical components[37](index=37&type=chunk) [Computer Business](index=17&type=section&id=Computer%20Business) Overall computer business revenue decreased by 20.6% to HKD 54 million, with both retail and distribution segments experiencing declines, yet despite the revenue drop, gross profit margin for this business slightly increased from 19.8% to 20.2% through optimized operational efficiency and product supply - Computer retail business turnover decreased by approximately **23.1%** to **HKD 10 million**, and computer distribution business turnover decreased by approximately **20%** to **HKD 44 million**[38](index=38&type=chunk) - Despite the decline in turnover, the gross profit margin for the computer business increased to approximately **20.2%** (from 19.8% in the prior year)[38](index=38&type=chunk) [Cosmetics and Online Retail Business](index=17&type=section&id=Cosmetics%20and%20Online%20Retail%20Business) Revenue for this business significantly declined by 22% to HKD 39 million, primarily attributed to intensified competition, low consumer confidence, and economic uncertainty, with the Group actively optimizing operations and implementing strict cost controls to stabilize business performance - Turnover decreased by approximately **22%** to **HKD 39 million**, with the significant decline in performance attributed to intensified competition, low consumer confidence, and economic uncertainty[39](index=39&type=chunk) [Development Strategies and Outlook](index=18&type=section&id=Development%20Strategies%20and%20Outlook) Looking ahead to 2025, the Group anticipates continued challenges from geopolitical and economic volatility but expects gradual improvement by year-end, with strategic priorities including leveraging the South African headquarters to enhance logistics efficiency, introducing more price-competitive brands for the computer business to enrich product offerings, optimizing the cosmetics business, and prioritizing online retail, including Japanese pet supplies, for future development - The Group anticipates a gradual market improvement by the end of 2025, driven by interest rate reductions and enhanced supply chains[40](index=40&type=chunk) - Operations at the South African headquarters have strengthened the distribution network, improved logistics efficiency, and will expand third-party online sales channels[40](index=40&type=chunk) - To address intense competition in the cosmetics business, the Group will optimize operations and prioritize online retail, including expanding Japanese pet supplies sales[41](index=41&type=chunk) [Liquidity and Capital Resources](index=19&type=section&id=Liquidity%20and%20Capital%20Resources) [Financial Position and Liquidity](index=19&type=section&id=Financial%20Position%20and%20Liquidity) As of March 31, 2025, the Group held cash and bank balances of HKD 26 million, with a current ratio of 2.1, a slight decrease from 2.2 in the prior year, and possessed total bank facilities of HKD 89 million, of which approximately HKD 63 million remained unutilized, which the directors deem sufficient for operational needs Key Financial Ratios (As of March 31, 2025) | Metric | Value | | :--- | :--- | | Cash and Bank Balances | Approx. HKD 26 million | | Net Current Assets | Approx. HKD 106 million | | Current Ratio | Approx. 2.1 | | Net Asset Value Per Share | Approx. HKD 0.8 | - The Group has secured bank facilities totaling approximately **HKD 89 million** from various banks, with approximately **HKD 63 million** remaining unutilized[43](index=43&type=chunk) [Capital Structure and Borrowings](index=19&type=section&id=Capital%20Structure%20and%20Borrowings) As of March 31, 2025, the Group's total borrowings, primarily short-term bank loans, were approximately HKD 26 million, consistent with the prior year, resulting in net borrowings of approximately HKD 40 million after deducting cash, and a stable net gearing ratio (net borrowings divided by total equity) maintained at approximately 25% - The Group's total short-term bank loans amounted to approximately **HKD 26 million**, primarily denominated in HKD[44](index=44&type=chunk) - The Group's net gearing ratio remained at approximately **25%**, consistent with the level as of March 31 of the prior year[45](index=45&type=chunk) [Other Information](index=20&type=section&id=Other%20Information) [Employee Policy](index=20&type=section&id=Employee%20Policy) As of March 31, 2025, the Group employed 355 full-time staff in Hong Kong and overseas, with remuneration policies determined by performance, merit, and market conditions, and benefits including MPF, medical insurance, and performance bonuses - As of March 31, 2025, the Group employed a total of **355** full-time staff in Hong Kong and its overseas subsidiaries[49](index=49&type=chunk) [Corporate Governance](index=22&type=section&id=Corporate%20Governance) The company complied with the Corporate Governance Code under the Listing Rules during the review year, with the sole deviation being that the company's articles of association do not require the Chairman and Vice Chairman to retire by rotation, an arrangement the Board believes is most beneficial for the company's long-term development - The company has complied with the code provisions of the Corporate Governance Code throughout the review year, with one deviation[54](index=54&type=chunk) - The deviation is that the company's articles of association do not require the Chairman and Vice Chairman to retire by rotation, which the Board considers crucial for the successful implementation of long-term business development plans[54](index=54&type=chunk) [Audit Committee](index=22&type=section&id=Audit%20Committee) The Audit Committee, comprising three independent non-executive directors, has reviewed the accounting principles and practices adopted by the Group with management, and has also reviewed the annual results for the current year - The Audit Committee, composed of **three** independent non-executive directors, has reviewed the annual results for the review year[56](index=56&type=chunk)

Financial Performance - Revenue for the six months ended September 30, 2024, was HK$150,671,000, a decrease of 19.9% compared to HK$188,200,000 in 2023[8]. - Gross profit decreased by 21.6% to HK$41,079,000 from HK$52,398,000 year-over-year[8]. - EBITDA dropped significantly by 79.1% to HK$2,078,000 from HK$9,946,000 in the previous year[8]. - Loss attributable to equity holders increased by 117.8% to HK$4,985,000 compared to HK$2,289,000 in 2023[8]. - Basic loss per share was HK(2.5) cents, up 127.3% from HK(1.1) cents in the prior year[8]. - The Group reported an operating loss of HK$1,238,000 for the six months ended September 30, 2024, compared to an operating profit of HK$6,155,000 in 2023[73]. - The loss attributable to equity holders of the Company for the period was HK$4,985,000, compared to a loss of approximately HK$2.3 million in the Corresponding Period[47]. - The company reported a loss for the period of HK$4,833,000 for the six months ended 30 September 2024, compared to a profit of HK$946,000 in the same period of 2023[109]. Assets and Liabilities - Total assets as of September 30, 2024, were HK$276,406,000, reflecting a slight increase of 0.9% from HK$273,883,000[8]. - Current liabilities decreased to HK$101,839,000 from HK$99,452,000, indicating a reduction of 1.4%[79]. - Net assets rose to HK$170,829,000, up from HK$166,648,000, representing an increase of 2.6%[79]. - The Group's cash and bank balances amounted to approximately HK$28 million, with net current assets of approximately HK$114 million[62]. - The Group's total trade payables decreased to HK$13,945,000 as of September 30, 2024, from HK$15,203,000 as of March 31, 2024, representing a decrease of approximately 8.3%[150]. - The Group's gross borrowings amounted to approximately HK$69 million, with net borrowings remaining stable at approximately HK$41 million[64]. Dividends and Shareholder Information - The interim dividend per share remained unchanged at HK$0.5[8]. - The Board declared an interim dividend of HK$0.005 per ordinary share for the Period, consistent with the previous year[10]. - The interests of Dr. Hung Kim Fung and Ms. Yeung Man Yi in shares are deemed to be duplicated due to their joint ownership[17]. - As of September 30, 2024, M2B Holding Limited holds 90,000,000 shares, representing 45% of the company's shares[21]. - The Group's issued and fully paid share capital remained at HK$20,000,000 as of both 30 September 2024 and 31 March 2024[165]. Operational Highlights - The Electronic and Electrical Trading Business contributed approximately HK$100 million in revenue, down 19.4% from HK$124 million in the Corresponding Period, accounting for approximately 66% of total revenue[50]. - Revenue from South Africa was approximately HK$52 million, representing a decrease of approximately 22.4% compared to HK$67 million in the Corresponding Period[55]. - The revenue of the Computer Retail Business decreased by approximately 28.6% to approximately HK$5 million, while the Computer Distribution Business revenue fell by approximately 20% to approximately HK$24 million[60]. - The revenue of the Cosmetic Business and Online Retail Business declined by approximately 18.5% to approximately HK$22 million due to challenges from cross-border shopping and competitive delivery strategies[60]. - The Group's revenue from computer products and mobile accessories was HK$29,082,000, down from HK$36,576,000, indicating a decline of 20.1%[101]. Cash Flow and Financial Position - Net cash generated from operating activities decreased to HK$4,740,000 for the six months ended 30 September 2024, down from HK$14,434,000 in the same period of 2023, representing a decline of approximately 67.2%[84]. - Cash and cash equivalents at the end of the period increased to HK$27,662,000, up from HK$24,592,000 in the previous year, marking an increase of about 8.5%[84]. - The Group recorded a net operating cash inflow of approximately HK$4.7 million during the period, a decrease from approximately HK$14 million in the previous period[62]. - The effect of foreign exchange rate changes contributed HK$1,198,000 to cash and cash equivalents, compared to a negative impact of HK$874,000 in the prior year[84]. Governance and Compliance - The Company has adopted a Code of Conduct for Directors' transactions in securities, in compliance with the Model Code[17]. - The company complied with the Corporate Governance Code throughout the period, with a noted deviation regarding the retirement of directors[32]. - The Audit Committee reviewed the accounting principles and practices adopted by the Group and discussed financial reporting matters[33]. - The Remuneration Committee is responsible for recommending remuneration policies for all Directors and senior management[34]. - The Nomination Committee was established to formulate policies on nominations and appointments of Directors[40]. Future Outlook - The Group anticipates that demand in the consumer electronics business in 2025 will be influenced by trade negotiations between China and the United States and various geopolitical uncertainties[60]. - Following the national election in South Africa, the Group expects improved business conditions and new growth opportunities in 2025[60]. - The Group remains optimistic about the future prospects of online consumption despite challenges in the Cosmetic Business and Online Retail Business[60].

Financial Performance - Revenue for the six months ended September 30, 2024, was HKD 150,671,000, a decrease of 20% compared to HKD 188,200,000 for the same period in 2023[6] - Gross profit for the same period was HKD 41,079,000, down 21.5% from HKD 52,398,000 year-on-year[6] - The company reported a net loss of HKD 4,833,000 for the six months ended September 30, 2024, compared to a profit of HKD 946,000 in the previous year[8] - Basic and diluted loss per share was HKD 2.5, compared to HKD 1.1 for the same period last year[6] - The company reported a loss before tax of HKD 2,676,000 for the six months ended September 30, 2024, compared to a profit before tax of HKD 4,008,000 for the same period in 2023[24] - The company recorded a revenue of approximately HKD 151 million for the six months ended September 30, 2024, a decrease of about 19.7% compared to approximately HKD 188 million for the same period last year[48] - Gross profit decreased by approximately 21.2% to about HKD 41 million, with a gross margin of approximately 27.3% compared to 27.8% in the same period last year[49] - Operating loss for the period was approximately HKD 1.2 million, compared to an operating profit of approximately HKD 6.2 million in the same period last year[49] - The company reported a net loss attributable to equity holders of approximately HKD 5 million, compared to a net loss of approximately HKD 2.3 million in the same period last year[52] - Basic loss per share for the period was HKD 0.025, compared to HKD 0.011 in the same period last year[52] Assets and Liabilities - Total assets as of September 30, 2024, amounted to HKD 276,406,000, an increase from HKD 273,883,000 as of March 31, 2024[10] - Total assets as of September 30, 2024, were HKD 276,406,000, while total liabilities were HKD 105,577,000[30] - Cash and bank balances increased to HKD 27,662,000 from HKD 23,658,000 as of March 31, 2024[10] - Non-current assets rose to HKD 60,295,000 from HKD 59,788,000 as of March 31, 2024[10] - The company’s equity attributable to owners increased to HKD 124,123,000 from HKD 113,025,000[12] - Trade receivables as of September 30, 2024, amounted to HKD 25.7 million, down from HKD 27.3 million as of March 31, 2024[45] - Trade payables as of September 30, 2024, were HKD 13.9 million, a decrease from HKD 15.2 million as of March 31, 2024[46] - The total borrowings amounted to approximately HKD 69 million, with a net debt of about HKD 41 million after deducting cash and cash equivalents[65] - The group's net asset to debt ratio decreased to 24% as of September 30, 2024, compared to 25% as of March 31, 2024[65] Revenue Breakdown - Revenue from the electronic and electrical components business was HKD 100,008,000, down 19.5% from HKD 124,179,000 in the previous year[21] - Revenue from computer products and mobile accessories was HKD 29,082,000, a decline of 20.6% from HKD 36,576,000[21] - Revenue from cosmetics and online retail was HKD 21,581,000, down 21.4% from HKD 27,445,000[21] - Revenue from electronic and electrical components trading was approximately HKD 100 million, a decrease of about 19.4% compared to HKD 124 million in the same period last year[54] - The computer retail business recorded revenue of approximately HKD 5 million, down about 28.6% from HKD 7 million in the previous year, while the computer distribution business generated approximately HKD 24 million, a decline of about 20%[56] - Revenue from cosmetics and online retail decreased to approximately HKD 22 million, representing a decline of about 18.5% from HKD 27 million in the previous year[57] Operational Insights - The company generated revenue primarily from Hong Kong, the Asia-Pacific region, South Africa, and Europe[32] - The group expects improved business conditions in 2025 following the conclusion of major elections and a more stable business environment in South Africa[58] - The group employs a total of 345 full-time employees across Hong Kong and overseas subsidiaries as of September 30, 2024[69] Corporate Governance and Compliance - The company will suspend share transfer registration from December 12, 2024, to December 16, 2024, for mid-term dividend eligibility[71] - During the period, the company did not redeem any of its listed shares nor buy or sell any listed shares[72] - The company has adhered to the corporate governance code, with a deviation regarding the rotation of directors every three years[73] - The audit committee has reviewed the accounting principles and practices adopted by the group and discussed risk management and internal controls[76] - The interim report will be sent to shareholders and published on the Hong Kong Stock Exchange and the company's website[77] - The company expresses gratitude to all directors and employees for their loyal service and support from clients, suppliers, banks, and shareholders[78] Financing and Costs - The company incurred financing costs of HKD 1,438,000, down from HKD 2,147,000 in the previous year[6] - Total financing costs for the period were approximately HKD 1.4 million, a decrease of about 33.3% from approximately HKD 2.1 million in the same period last year[50] - Employee benefits expenses were HKD 26.1 million, slightly down from HKD 27 million in the previous year[37] Risk Management - The company is currently assessing the potential impact of new Hong Kong Financial Reporting Standards but has not identified any significant effects on its operational performance and financial position[19] - The group has not taken any significant foreign exchange risk measures, as most transactions are denominated in HKD, RMB, and USD[66] - Properties with a book value of approximately HKD 27 million are pledged as collateral for general banking facilities granted to subsidiaries in Singapore, Portugal, and South Africa[67] - As of September 30, 2024, the group has no contingent liabilities[68]

[Corporate Information](index=2&type=section&id=Corporate%20Information) The section provides fundamental details about the company's registration, contact information, and key personnel [Financial Highlights](index=6&type=section&id=Financial%20Highlights) In FY2023/2024, the Group's total revenue decreased by **17.0%** to **HKD 341 million**, with net profit falling **66.8%** to **HKD 1.75 million**, and loss attributable to shareholders expanding to **HKD 4.9 million**, despite a slight increase in gross profit margin to **26.3%** and improved liquidity ratios | Key Financial Indicators | FY2024 | FY2023 | YoY Change (%) | | :--- | :--- | :--- | :--- | | **Operating Results (HKD Thousand)** | | | | | Revenue | 340,579 | 410,421 | (17.0) | | Gross Profit | 89,491 | 106,083 | (15.6) | | Operating Profit | 10,264 | 13,557 | (24.3) | | Net Profit | 1,751 | 5,269 | (66.8) | | **Per Share Data (HK Cents)** | | | | | Loss Per Share | (2.5) | (0.2) | 1,150 | | Total Dividend Per Share | 1 | 1 | - | | **Financial Ratios** | | | | | Gross Profit Margin (%) | 26.3 | 25.9 | +1.5% | | Current Ratio (times) | 2.2 | 1.9 | +15.8% | | Net Gearing Ratio (%) | 24.7 | 29 | -14.8% | - By business segment, the trading of electronic and electrical components is the primary revenue source, accounting for **66%** of total revenue; computer business accounts for **19%**; and cosmetics and online retail business accounts for **15%**[24](index=24&type=chunk) - By geographical region, the Hong Kong market contributed **45%** of revenue, the South African market **35%**, and the Asia Pacific region (excluding Hong Kong) **17%**[24](index=24&type=chunk) [CEO's Statement](index=8&type=section&id=CEO%27s%20Statement) The CEO reports a **16.8%** decline in turnover to **HKD 341 million** and an expanded loss attributable to shareholders of **HKD 4.9 million** for FY2023/24, with all three core businesses experiencing revenue declines, while cost control measures reduced total operating expenses by **16.3%** | Financial Indicator | FY2024 | FY2023 | | :--- | :--- | :--- | | Turnover | Approx. HKD 341 million | Approx. HKD 410 million | | Gross Profit | Approx. HKD 89 million | Approx. HKD 106 million | | Gross Profit Margin | 26.3% | 25.9% | | Operating Profit | Approx. HKD 10.3 million | Approx. HKD 13.6 million | | Loss Attributable to Shareholders | Approx. HKD 4.9 million | Approx. HKD 0.3 million | | Loss Per Share | Approx. HKD 0.025 | Approx. HKD 0.002 | - All three core business segments experienced a decline in turnover: - **Trading of electronic and electrical components**: decreased by approximately **18.3%** to **HKD 223 million** - **Computer business**: decreased by approximately **15%** to **HKD 68 million** - **Cosmetics and online retail business**: decreased by approximately **12.3%** to **HKD 50 million**[28](index=28&type=chunk)[30](index=30&type=chunk) - Company implemented cost control measures, reducing total operating expenses by **16.3%** to **HKD 82 million**, and conducted staff reductions across various business units[29](index=29&type=chunk)[31](index=31&type=chunk) - Future outlook and strategies include anticipating an improvement in geopolitical tensions, inflation, and high interest rates by late **2024**, leveraging the new South African headquarters for logistics efficiency, focusing on brand image and product innovation for the computer business, and maintaining optimism for online retail despite changing consumer behavior[34](index=34&type=chunk)[35](index=35&type=chunk)[36](index=36&type=chunk)[38](index=38&type=chunk) [Management Discussion and Analysis](index=12&type=section&id=Management%20Discussion%20and%20Analysis) This section provides an in-depth review of the Group's operational performance, financial position, capital structure, and human resources policies for the reporting period [Business Review](index=12&type=section&id=Business%20Review) During the reporting period, all three core business segments faced challenges, with the electronic and electrical components trading business experiencing an **18.3%** revenue decline due to shrinking demand, while the cosmetics and online retail business saw a **12.3%** revenue decrease despite online growth | Business Segment | FY2024 Revenue (HKD Hundred Million) | YoY Change | FY2024 Gross Profit Margin | FY2023 Gross Profit Margin | | :--- | :--- | :--- | :--- | :--- | | Electronic and Electrical Components Trading | 2.23 | -18.3% | 29.5% | 28.0% | | Computer Business | 0.68 | -15.0% | 19.8% | 19.3% | | Cosmetics and Online Retail | 0.50 | -12.3% | 20.8% | 24.8% | - Total turnover of overseas subsidiaries was approximately **HKD 144 million**, a **16.8%** year-on-year decrease, with South African subsidiaries' turnover at approximately **HKD 119 million**, down **9.8%**, primarily due to reduced demand for electronic components in both consumer and industrial sectors[51](index=51&type=chunk)[52](index=52&type=chunk) - Cosmetics business faced challenges due to conservative consumer spending, leading to the closure of a retail store in Tseung Kwan O in February **2024**, but the Group observed continued growth in its online retail business[55](index=55&type=chunk)[58](index=58&type=chunk) [Liquidity and Financial Resources](index=14&type=section&id=Liquidity%20and%20Financial%20Resources) As of March 31, **2024**, the Group maintained a robust financial position with approximately **HKD 24 million** in cash and bank balances, net current assets of approximately **HKD 115 million**, and an improved current ratio of **2.2**, supported by **HKD 63 million** in unutilized bank facilities | Indicator | March 31, 2024 | March 31, 2023 | | :--- | :--- | :--- | | Cash and Bank Balances | Approx. HKD 24 million | Approx. HKD 30 million | | Net Current Assets | Approx. HKD 115 million | Approx. HKD 118 million | | Current Ratio | 2.2 | 1.9 | | Total Assets | Approx. HKD 274 million | Approx. HKD 320 million | | Net Asset Value Per Share | Approx. HKD 0.83 | Approx. HKD 0.86 | | Total Bank Facilities | Approx. HKD 89 million | Approx. HKD 91 million | | Unutilized Bank Facilities | Approx. HKD 63 million | Approx. HKD 40 million | [Capital Structure and Gearing ratio](index=14&type=section&id=Capital%20Structure%20and%20Gearing%20ratio) As of March 31, **2024**, the Group's total borrowings decreased by nearly half to approximately **HKD 26 million**, primarily short-term bank loans denominated in HKD, resulting in a lower net gearing ratio of **25%** from **29%** last year, indicating a more robust capital structure | Indicator | March 31, 2024 | March 31, 2023 | | :--- | :--- | :--- | | Total Borrowings | Approx. HKD 26 million | HKD 50 million | | Net Borrowings | Approx. HKD 38 million | Approx. HKD 46 million | | Total Equity | Approx. HKD 167 million | Approx. HKD 173 million | | Net Gearing Ratio | 25% | 29% | - Group's borrowing interest rates ranged from **3.08%** to **12.4%** per annum, an increase from **2.8%** to **11.3%** in the previous year[62](index=62&type=chunk)[65](index=65&type=chunk) [Employment, Training and Remuneration Policy](index=16&type=section&id=Employment%2C%20Training%20and%20Remuneration%20Policy) As of March 31, **2024**, the Group employed **358** full-time staff, with human resources policies based on performance, merit, and market conditions, offering competitive remuneration, MPF, medical insurance, and performance bonuses - As of March 31, **2024**, the Group had **358** full-time employees in Hong Kong and overseas[75](index=75&type=chunk) [Directors' and Senior Management's Profile](index=17&type=section&id=Directors%27%20and%20Senior%20Management%27s%20Profile) This section provides biographical details and professional backgrounds of the Group's directors and senior management team [Corporate Governance Report](index=25&type=section&id=Corporate%20Governance%20Report) This report details the Group's commitment to maintaining high standards of corporate governance, outlining its practices, board structure, committee functions, and internal control systems [Corporate Governance Practices](index=25&type=section&id=Corporate%20Governance%20Practices) The company strives to maintain high corporate governance standards, adhering to most Code on Corporate Governance provisions during the reporting period, with one deviation regarding the non-rotation of the Chairman and Vice Chairman for stability - Company complied with the Code on Corporate Governance provisions, with one deviation: the Chairman and Vice Chairman are not required to retire by rotation every three years, which the Board believes ensures continuity and stability in executing long-term business plans[136](index=136&type=chunk)[138](index=138&type=chunk) [Board of Directors](index=26&type=section&id=Board%20of%20Directors) The Board comprises seven directors, including four executive and three independent non-executive directors, meeting listing rule requirements, and is responsible for approving and monitoring the Group's long-term strategies, annual budgets, and performance - Board of Directors consists of **7** members: **4** executive directors and **3** independent non-executive directors, with one independent non-executive director possessing expertise in accounting or related financial management[142](index=142&type=chunk) - All directors participated in continuous professional development during the reporting period, through attending seminars and reading relevant professional materials[158](index=158&type=chunk)[159](index=159&type=chunk) [Committees](index=30&type=section&id=Committees) The company has established Remuneration, Nomination, and Audit Committees to assist the Board, with the Remuneration Committee revising the management bonus mechanism, the Nomination Committee overseeing director appointments, and the Audit Committee reviewing financial reporting and internal controls - **Remuneration Committee**: On February 29, **2024**, resolved to adopt a new executive director management bonus mechanism, lowering the profit-linked bonus threshold from **HKD 8 million** to **HKD 3 million** to adapt to the operating environment[177](index=177&type=chunk) - **Nomination Committee**: Responsible for leading the director appointment process and has adopted a director nomination policy, with selection criteria including integrity, experience, diversity, and independence[182](index=182&type=chunk)[184](index=184&type=chunk) - **Audit Committee**: Composed of **three** independent non-executive directors, held **four** meetings during the reporting period, reviewing annual and interim results, internal control system effectiveness, accounting principles, and the scope and remuneration of external auditors[191](index=191&type=chunk)[193](index=193&type=chunk) [Risk Management and Internal Control](index=36&type=section&id=Risk%20Management%20and%20Internal%20Control) The Board holds ultimate responsibility for the Group's risk management and internal control systems, regularly reviewing their effectiveness, with a compliance officer and internal audit function coordinating risk identification, assessment, and mitigation efforts - Board confirmed its responsibility for risk management and internal control systems and conducted an annual review of their effectiveness[208](index=208&type=chunk)[211](index=211&type=chunk) - Group has established an internal audit function responsible for reviewing key financial and operational issues and reporting findings and improvement recommendations to the Audit Committee[210](index=210&type=chunk) [Environmental, Social and Governance Report](index=39&type=section&id=Environmental%2C%20Social%20and%20Governance%20Report) This report outlines the Group's commitment and performance across environmental protection, social responsibility, and corporate governance, detailing efforts in emissions reduction, resource efficiency, employee welfare, supply chain management, and community engagement [Environmental Performance](index=41&type=section&id=Environmental%20Performance) The Group is committed to environmental protection, with total greenhouse gas emissions decreasing by **23%** to **203 tonnes** during the reporting period, achieved through energy-saving measures and resource recycling, while also addressing climate change-related physical and transition risks | Emission Indicator | 2023/2024 | 2022/2023 | | :--- | :--- | :--- | | Total Greenhouse Gas Emissions (tonnes) | 203 | 264 | | - Scope 1 (Company Fleet) | 18 | 19 | | - Scope 2 (Electricity) | 181 | 245 | | - Scope 3 (Business Air Travel) | 4 | 0 | | Resource Usage Indicator | 2023/2024 | 2022/2023 | | :--- | :--- | :--- | | Total Energy Consumption (kWh) | 407,000 | 512,000 | | Office Paper Procurement (kg) | 1,600 | 1,800 | | Waste Paper/Cardboard Recycling (kg) | 8,000 | 7,800 | - Group has formulated a five-year plan aiming to reduce greenhouse gas and exhaust gas emission intensity by **5%** and energy consumption by **5%**, using this reporting period as the baseline[259](index=259&type=chunk)[266](index=266&type=chunk) - Group identified physical risks (e.g., extreme weather impacting operations) and transition risks (e.g., increased compliance costs from stricter regulations) posed by climate change and has implemented contingency plans and monitoring measures to address them[276](index=276&type=chunk)[277](index=277&type=chunk) [Social Performance](index=46&type=section&id=Social%20Performance) The Group prioritizes human capital, implementing equal opportunity policies, providing competitive compensation, ensuring a safe work environment with no reported accidents, and fostering continuous learning, while also upholding labor standards, ethical supply chain practices, and community engagement | Employee Composition (2023/2024) | Proportion | | :--- | :--- | | **By Gender** | | | Male | 57% | | Female | 43% | | **By Region** | | | Asia | 40% | | Africa | 57% | | Europe | 3% | - During the reporting period, the Group reported no work-related fatalities or injuries, with **0** lost workdays due to occupational injuries[294](index=294&type=chunk) - Group holds ISO9001 certification and evaluates suppliers' environmental and social responsibility performance, with **1,159** suppliers identified during the reporting period, primarily located in Asia (**47%**), Africa (**37%**), and Europe (**16%**)[304](index=304&type=chunk)[309](index=309&type=chunk) - Group maintains a zero-tolerance policy towards corruption, has a whistleblowing mechanism, and provides anti-corruption training to directors and employees, with no related legal cases during the reporting period[319](index=319&type=chunk)[322](index=322&type=chunk) - Group actively fulfills its social responsibilities, having been awarded the "Caring Company" logo by The Hong Kong Council of Social Service for **17** consecutive years[326](index=326&type=chunk) [Report of the Directors](index=62&type=section&id=Report%20of%20the%20Directors) This report provides an overview of the Group's performance, proposed dividend distributions, directors' and chief executive's interests, and details of connected transactions during the financial year [Results and Appropriations](index=62&type=section&id=Results%20and%20Appropriations) The Board recommends a final dividend of **0.5 HK cents** per ordinary share for the year ended March 31, **2024**, totaling **HKD 1 million**, bringing the full-year dividend to **1 HK cent** per share, consistent with the previous year - Board recommends a final dividend of **0.5 HK cents** per ordinary share for the review year, totaling **HKD 1 million**[348](index=348&type=chunk) - Company paid an interim dividend of **0.5 HK cents** per ordinary share on December 22, **2023**, totaling **HKD 1 million**[347](index=347&type=chunk) [Directors' and Chief Executive's Interests](index=66&type=section&id=Directors%27%20and%20Chief%20Executive%27s%20Interests) As of March 31, **2024**, key management held significant interests in the company through personal and corporate shareholdings, with Chairman Dr. Hung Kim Fung and Vice Chairman Ms. Yeung Man Yi jointly holding **45%**, and Executive Directors Mr. Hung Ying Fung and Mr. Yeung Kwok Leung holding **13.5%** and **15%** respectively | Director Name | Capacity | Number of Shares Held | Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Dr. Hung Kim Fung, Measure | Chairman | 90,000,000 (Corporate Interest) | 45% | | Ms. Yeung Man Yi, Beryl | Vice Chairman & CEO | 90,000,000 (Corporate Interest) | 45% | | Mr. Hung Ying Fung | Executive Director | 26,990,000 (Personal Interest) | 13.50% | | Mr. Yeung Kwok Leung, Allix | Executive Director | 30,000,000 (Corporate Interest) | 15% | [Connected Transactions](index=70&type=section&id=Connected%20Transactions) During the reporting period, the Group engaged in ongoing connected transactions with M-Bar Limited, primarily for office and warehouse leases, with a renewed one-year agreement for **HKD 232,000** monthly rent, notably including a **HKD 2.784 million** rent waiver for the period from April 1, **2023**, to March 31, **2024** - Group leases properties for its headquarters, offices, and warehouses from M-Bar Limited, a connected company beneficially owned by the company's executive directors[411](index=411&type=chunk) - On September 26, **2023**, both parties renewed a one-year lease agreement with a total monthly rent of **HKD 232,000**[413](index=413&type=chunk) - M-Bar agreed to waive the Group's rent for the period from April 1, **2023**, to March 31, **2024**, totaling **HKD 2,784,000**[418](index=418&type=chunk) [Independent Auditors' Report](index=72&type=section&id=Independent%20Auditors%27%20Report) Independent auditor Crowe CPA Limited issued an unmodified opinion on the Group's consolidated financial statements for the year ended March 31, **2024**, affirming their fair presentation in accordance with Hong Kong Financial Reporting Standards and the Hong Kong Companies Ordinance, with "Revenue Recognition" highlighted as a key audit matter - Auditor's opinion is unmodified, stating that the consolidated financial statements fairly and truly reflect the Group's financial position and performance[431](index=431&type=chunk) - "Revenue Recognition" was identified as a key audit matter due to the significant volume of revenue transactions generated by the Group across different locations[436](index=436&type=chunk)[437](index=437&type=chunk)[438](index=438&type=chunk) [Consolidated Financial Statements](index=78&type=section&id=Consolidated%20Financial%20Statements) This section presents the Group's comprehensive financial performance, position, and cash flows, including detailed notes on accounting policies and segment information [Consolidated Statement of Profit or Loss](index=78&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss) For the year ended March 31, **2024**, the Group's revenue decreased by **17%** to **HKD 341 million**, gross profit fell by **15.6%** to **HKD 89.49 million**, and profit for the year significantly reduced to **HKD 1.75 million**, resulting in a loss attributable to equity holders of **HKD 4.89 million** | Item (HKD Thousand) | FY2024 | FY2023 | | :--- | :--- | :--- | | Revenue | 340,579 | 410,421 | | Gross Profit | 89,491 | 106,083 | | Operating Profit | 10,264 | 13,557 | | Profit Before Income Tax | 6,394 | 9,230 | | Profit for the Year | 1,751 | 5,269 | | **(Loss)/Profit Attributable to Equity Holders of the Company** | **(4,891)** | **(378)** | | Profit Attributable to Non-controlling Interests | 6,642 | 5,647 | [Consolidated Statement of Financial Position](index=80&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, **2024**, the Group's total assets decreased by **14.4%** to **HKD 274 million**, while total liabilities also reduced, leading to a slight **3.5%** decrease in net assets (total equity) to **HKD 167 million**, maintaining net current assets at a robust **HKD 115 million** | Item (HKD Thousand) | March 31, 2024 | March 31, 2023 | | :--- | :--- | :--- | | **Assets** | | | | Non-current Assets | 59,788 | 67,557 | | Current Assets | 214,095 | 252,536 | | **Total Assets** | **273,883** | **320,093** | | **Liabilities and Equity** | | | | Current Liabilities | 99,452 | 134,883 | | Non-current Liabilities | 7,783 | 12,536 | | **Total Liabilities** | **107,235** | **147,419** | | **Net Assets (Total Equity)** | **166,648** | **172,674** | [Consolidated Statement of Cash Flows](index=84&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) During the reporting year, net cash generated from operating activities significantly decreased to **HKD 21.95 million**, with net cash used in investing activities at **HKD 0.63 million** and net cash used in financing activities at **HKD 27.32 million**, resulting in a net decrease in cash and cash equivalents of **HKD 6 million** | Item (HKD Thousand) | FY2024 | FY2023 | | :--- | :--- | :--- | | Net Cash Generated from Operating Activities | 21,954 | 44,615 | | Net Cash Used in Investing Activities | (632) | (17,929) | | Net Cash Used in Financing Activities | (27,318) | (29,366) | | **Net Decrease in Cash and Cash Equivalents** | **(5,996)** | **(2,680)** | | Cash and Cash Equivalents at Beginning of Year | 30,434 | 34,162 | | **Cash and Cash Equivalents at End of Year** | **23,658** | **30,434** | [Notes to the Consolidated Financial Statements](index=86&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) The notes provide detailed explanations of accounting policies and the composition of various financial statement items, including revenue segmentation, property, plant and equipment movements, bank borrowings, and related party transactions [Note 5: Revenue and Segment Information](index=134&type=section&id=Note%205%3A%20Revenue%20and%20Segment%20Information) Total revenue for the current fiscal year was **HKD 341 million**, a **17%** year-on-year decrease, with the electronic and electrical components trading business remaining the largest segment at **HKD 223 million** despite an **18.3%** decline, and all major geographical markets experiencing revenue reductions Revenue by Business Segment (HKD Thousand) | Business Segment | FY2024 | FY2023 | | :--- | :--- | :--- | | Electronic and Electrical Components Trading | 223,141 | 272,644 | | Computer Products, Mobile Accessories and Services | 67,835 | 80,129 | | Cosmetics | 49,603 | 57,648 | | **Total** | **340,579** | **410,421** | Revenue by Geographical Region (HKD Thousand) | Region | FY2024 | FY2023 | | :--- | :--- | :--- | | Hong Kong | 153,179 | 187,121 | | Asia Pacific | 59,697 | 81,436 | | South Africa | 119,448 | 132,145 | | Europe | 7,880 | 8,950 | | Other Countries | 375 | 769 | | **Total** | **340,579** | **410,421** | [Financial Summary](index=180&type=section&id=Financial%20Summary) Five-year financial data shows the Group's revenue declining for two consecutive years after peaking at **HKD 501 million** in **2022**, with profit attributable to equity holders turning into a loss, yet net assets have steadily grown from **HKD 141 million** in **2020** to **HKD 167 million** in **2024**, indicating resilience Five-Year Performance Summary (HKD Thousand) | Fiscal Year | 2024 | 2023 | 2022 | 2021 | 2020 | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 340,579 | 410,421 | 501,269 | 456,369 | 461,245 | | Profit Before Income Tax | 6,394 | 9,230 | 27,436 | 20,539 | 1,565 | | (Loss)/Profit Attributable to Equity Holders of the Company | (4,891) | (378) | 13,211 | 12,151 | (5,729) | Five-Year Assets and Liabilities Summary (HKD Thousand) | Fiscal Year | 2024 | 2023 | 2022 | 2021 | 2020 | | :--- | :--- | :--- | :--- | :--- | :--- | | Total Assets | 273,883 | 320,093 | 355,925 | 334,479 | 306,355 | | Total Liabilities | 107,235 | 147,419 | 167,756 | 161,604 | 164,871 | | Net Assets | 166,648 | 172,674 | 188,169 | 172,875 | 141,484 |

[Performance Summary](index=1&type=section&id=Performance%20Summary) [Consolidated Statement of Profit or Loss](index=1&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss) For the year ended March 31, 2024, the Group's total revenue decreased by 17.0% to HKD 341 million, leading to a significant narrowing of profit for the year and an expanded loss attributable to owners of the company Consolidated Statement of Profit or Loss Summary (HKD thousands) | Indicator | 2024 | 2023 | Year-on-year Change | | :--- | :--- | :--- | :--- | | Revenue | 340,579 | 410,421 | -17.0% | | Gross Profit | 89,491 | 106,083 | -15.6% | | Operating Profit | 10,264 | 13,557 | -24.3% | | Profit Before Income Tax | 6,394 | 9,230 | -30.7% | | Profit for the Year | 1,751 | 5,269 | -66.8% | | Loss Attributable to Owners of the Company | (4,891) | (378) | +1194% | | Basic Loss Per Share (HK cents) | (2.45) | (0.19) | +1189% | [Consolidated Statement of Comprehensive Income](index=3&type=section&id=Consolidated%20Statement%20of%20Comprehensive%20Income) During the year, net other comprehensive expenses of HKD 5.78 million, primarily due to currency translation losses, led to total comprehensive expenses of HKD 4.03 million, with HKD 8.50 million attributable to owners of the company Consolidated Statement of Comprehensive Income/Expenses Summary (HKD thousands) | Indicator | 2024 | 2023 | | :--- | :--- | :--- | | Profit for the Year | 1,751 | 5,269 | | Other Comprehensive Expenses (net of tax) | (5,777) | (18,764) | | Total Comprehensive Expenses | (4,026) | (13,495) | | Total Comprehensive (Expenses) Attributable to Owners of the Company | (8,502) | (11,752) | [Consolidated Statement of Financial Position](index=4&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2024, the Group's total assets decreased by 14.4% to HKD 274 million, with total liabilities reducing to HKD 107 million and net assets slightly declining to HKD 167 million Consolidated Statement of Financial Position Summary (HKD thousands) | Indicator | 2024 | 2023 | Year-on-year Change | | :--- | :--- | :--- | :--- | | Total Assets | 273,883 | 320,093 | -14.4% | | Total Liabilities | 107,235 | 147,419 | -27.3% | | Net Assets | 166,648 | 172,674 | -3.5% | | Net Current Assets | 114,643 | 117,653 | -2.6% | | Cash and Bank Balances | 23,658 | 30,434 | -22.3% | [Notes to the Consolidated Financial Statements](index=6&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) [Basis of Preparation and Accounting Policies](index=6&type=section&id=Basis%20of%20Preparation%20and%20Accounting%20Policies) These consolidated financial statements are prepared in accordance with Hong Kong Financial Reporting Standards, with the application of new and revised standards and accounting policy changes having no material impact on the Group's financial position or performance - Financial statements are prepared in accordance with Hong Kong Financial Reporting Standards, with new and revised standards effective this year having been applied[11](index=11&type=chunk)[12](index=12&type=chunk) - The application of new accounting standards and the change in accounting policy regarding the abolition of the MPF offsetting mechanism did not have a significant impact on the Group's financial position[15](index=15&type=chunk)[17](index=17&type=chunk) [Revenue and Segment Information](index=8&type=section&id=Revenue%20and%20Segment%20Information) The Group's revenue, primarily from electronic components, computer products, and cosmetics, saw declines across all segments and key geographical markets, with electronic components' 18.1% decrease being the main contributor to the overall revenue reduction Revenue by Business Segment (HKD thousands) | Business Segment | 2024 | 2023 | Year-on-year Change | | :--- | :--- | :--- | :--- | | Sales of electronic components, electrical components and instruments | 223,141 | 272,644 | -18.1% | | Sales of computer products, mobile phone accessories and service income | 67,835 | 80,129 | -15.3% | | Sales of cosmetics | 49,603 | 57,648 | -13.9% | | **Total** | **340,579** | **410,421** | **-17.0%** | Revenue by Geographical Region (HKD thousands) | Region | 2024 | 2023 | Year-on-year Change | | :--- | :--- | :--- | :--- | | Hong Kong | 153,179 | 187,121 | -18.1% | | Asia Pacific | 59,697 | 81,436 | -26.7% | | South Africa | 119,448 | 132,145 | -9.6% | | Europe | 7,880 | 8,950 | -12.0% | | **Total** | **340,579** | **410,421** | **-17.0%** | - The segment result for the trading of electronic and electrical components business was **HKD 10.07 million**, representing the Group's primary source of profit, though it decreased from HKD 11.24 million last year[23](index=23&type=chunk)[24](index=24&type=chunk) [Dividends](index=14&type=section&id=Dividends) The Board recommends a final dividend of HKD 0.5 cents per ordinary share, maintaining the total annual dividend at HKD 1.0 cent per share, amounting to HKD 2 million, consistent with the prior year Dividend Summary | Item | Per Ordinary Share (HK cents) | Total Amount (HKD thousands) | | :--- | :--- | :--- | | Interim dividend paid | 0.5 | 1,000 | | Proposed final dividend | 0.5 | 1,000 | | **Total for the year** | **1.0** | **2,000** | [Management Discussion and Analysis](index=16&type=section&id=Management%20Discussion%20and%20Analysis) [Financial Performance Review](index=16&type=section&id=Financial%20Performance%20Review) During the review year, the Group's turnover decreased by 16.8% to HKD 341 million, leading to an expanded loss attributable to shareholders, despite effective control over operating expenses which decreased by 16.3% - Turnover decreased by **16.8%** to approximately **HKD 341 million**, and loss attributable to shareholders expanded to **HKD 4.9 million**[42](index=42&type=chunk) - The Group successfully controlled costs, with total operating expenses decreasing by **16.3%** and general and administrative expenses by **20.9%**[44](index=44&type=chunk) - The Group's total number of employees decreased from 386 to **358**, a reduction of approximately **7.3%**[44](index=44&type=chunk)[45](index=45&type=chunk) [Business Segment Review](index=17&type=section&id=Business%20Segment%20Review) All three core business segments faced challenges this year, with electronic and electrical components trading revenue decreasing by 18.3%, computer business revenue by 15%, and cosmetics and online retail revenue by 12.3% due to market demand contraction and conservative consumer spending Percentage of Total Turnover and Gross Profit Margin by Business Segment | Business Segment | Percentage of Total Turnover | Gross Profit Margin (2024) | Gross Profit Margin (2023) | | :--- | :--- | :--- | :--- | | Electronic and Electrical Components Trading | ~66% | 29.5% | 28.0% | | Computer Business | ~19% | 19.8% | 19.3% | | Cosmetics and Online Retail | ~15% | 20.8% | 24.8% | - Electronic components trading business: Revenue decreased by **18.3%** to **HKD 223 million**, primarily due to the electronic components market being in a downturn cycle with shrinking demand[47](index=47&type=chunk) - Computer business: Total revenue decreased by **15%** to **HKD 68 million**, but gross profit margin slightly increased due to flexible marketing strategies[50](index=50&type=chunk) - Cosmetics and online retail business: Revenue decreased by **12.3%** to **HKD 50 million**, and the retail store in Tseung Kwan O was closed, but online retail business continued to grow[51](index=51&type=chunk) [Development Strategies and Outlook](index=19&type=section&id=Development%20Strategies%20and%20Outlook) The Group anticipates ongoing challenges from geopolitical and macroeconomic uncertainties, with potential improvements by late 2024, and will implement strategic measures including leveraging its new South Africa headquarters, enhancing brand image, and focusing on online retail to achieve performance improvements - Macroeconomic factors such as geopolitical tensions, inflation, and high interest rates are expected to continue bringing uncertainty, with potential improvements by late 2024[53](index=53&type=chunk) - The new headquarters in South Africa has commenced operations and is expected to enhance the product distribution network and logistics efficiency, contributing positively to long-term profitability[53](index=53&type=chunk) - Strategic priorities include: the computer business focusing on strengthening brand image and developing innovative products; and maintaining optimism for the cosmetics and online retail business prospects[53](index=53&type=chunk) [Liquidity and Capital Management](index=20&type=section&id=Liquidity%20and%20Capital%20Management) [Liquidity and Financial Resources](index=20&type=section&id=Liquidity%20and%20Financial%20Resources) As of March 31, 2024, the Group's liquidity improved with a current ratio of 2.2, holding approximately HKD 24 million in cash and HKD 115 million in net current assets, supported by HKD 63 million in unutilized bank financing facilities Liquidity Indicators | Indicator | March 31, 2024 | March 31, 2023 | | :--- | :--- | :--- | | Cash and Bank Balances | Approx. HKD 24 million | Approx. HKD 30 million | | Net Current Assets | Approx. HKD 115 million | Approx. HKD 118 million | | Current Ratio | Approx. 2.2 | Approx. 1.9 | - The Group obtained bank financing facilities totaling approximately **HKD 89 million** from several banks, of which approximately **HKD 63 million** remains unutilized[57](index=57&type=chunk) [Capital Structure and Risk Management](index=20&type=section&id=Capital%20Structure%20and%20Risk%20Management) As of March 31, 2024, the Group's capital structure improved with net borrowings decreasing to HKD 38 million and the net debt-to-equity ratio falling from 29% to 25%, while foreign exchange risk is considered minimal - The Group's total short-term bank loans amounted to approximately **HKD 26 million**, with interest rates ranging from **3.08% to 12.4%** per annum[58](index=58&type=chunk) - The net debt-to-equity ratio (calculated as net borrowings divided by total equity) decreased from **29%** in the prior year to **25%**[60](index=60&type=chunk) - The directors consider the Group's exposure to foreign exchange risk to be minimal, and no hedging measures have been taken at present[61](index=61&type=chunk) [Other Disclosures](index=21&type=section&id=Other%20Disclosures) [Employees and Remuneration Policy](index=21&type=section&id=Employees%20and%20Remuneration%20Policy) As of March 31, 2024, the Group employed 358 full-time staff globally, with remuneration policies based on performance, merit, and market conditions, including MPF, medical insurance, and performance bonuses - As of March 31, 2024, the Group employed a total of **358** full-time staff[64](index=64&type=chunk) [Corporate Governance and Compliance](index=23&type=section&id=Corporate%20Governance%20and%20Compliance) During the reporting period, the company generally complied with the Corporate Governance Code, with a noted deviation regarding the non-rotation of the Chairman and Vice Chairman, an arrangement the Board believes ensures business continuity, and the Audit Committee has reviewed the annual results - The company complied with the Corporate Governance Code, but with a deviation: the Chairman and Vice Chairman are not required to retire by rotation at least once every three years[70](index=70&type=chunk) - The Audit Committee, comprising three independent non-executive directors, has reviewed the annual results for the year[72](index=72&type=chunk)